25 Facts About Guns N’ Roses’ ‘The Spaghetti Incident?’

On Nov. 23, 1993, four months after their tour in support of the two Use Your Illusion records ended, Guns N' Roses put out "The Spaghetti Incident?" The album was a collection of covers that paid tribute to their roots in hard rock, punk and glam.

While at the time it seemed to be a simple stop-gap to give them some time to rest after more than a half-decade of non-stop work, it turned out to be the last hurrah for this incarnation of the band. Below are 25 facts that we've learned about the album, and the original versions of the songs that were found on it.

1. They Started Recording Covers During the 'Use Your Illusion' Sessions

The more complex nature of some of the Use Your Illusion material, including five songs lasting more than seven minutes each, was taking its toll on the band. As Slash said in Rolling Stone, they began tearing through punk covers “to alleviate the pressure" in the studio that was being caused by the need to get every detail of those epics right.

2. The Songs Could Have Been Part of an Even Bigger 'Use Your Illusion' Set

Before they decided to release two separate albums on the same day, Guns N' Roses toyed with the idea of releasing a three- or four-disc set, Whether or not the "Spaghetti Incident?" songs would have been its own disc or mixed in with the originals, as the Wings and Bob Dylan covers on Illusion ultimately were, appears to be unknown.

3. Or It Could Have Been an EP

Another concept that the band floated was turning the covers into an EP. According to fan site Here Today Gone to Hell, Guns N' Roses recorded six of the songs that appeared on the album during the Use Your Illusion sessions. At some point, the decision was made to make it a full-length release, and they finished recording it in 1993.

4. The Title Wasn't About a Food Fight

Although it had long been claimed that the album title came from a food fight between Axl Rose and Steven Adler, it was a reference to Adler's cocaine habit. Adler, Duff McKagan and Slash spent two months in Chicago in the summer of 1989 to write songs, but wound up spending more time in the local bars. According to McKagan, Adler referred to his cocaine stash as "spaghetti," because he kept it in the refrigerator next to the Italian takeout containers.

When Adler sued the band after his 1990 dismissal, McKagan was asked on the stand about Adler's drug use that summer. Looking back at the transcripts afterwards, the phrase "the spaghetti incident?" -- as a quote with a question mark -- jumped out from the page, giving the record its title.

5. Possible Alternative Album Title: 'Pension Fund'

With the exception of Nazareth's "Hair of the Dog" and the Skyliners' "Since I Don't Have You," none of the songs on "The Spaghetti Incident?" had been U.S. hits in their original versions. The band understood that the royalties that the writers would get had the potential to bigger than some had ever seen, and came close to acknowledging it in the title.

“We wanted to call the record Pension Fund,” Rose said. “‘Cause we’re kind of … helping these guys pay some rent. … Some of those songs I liked, I got ridiculed and criticized for at the time those songs were out. So, it was kinda like, well, now maybe some of those people will listen to it.”

“It’s the energy and the defiance that punk rock had and that it didn’t really hit the mainstream all that much,” he continued. “And we are, whether we like it or not, in some ways in the mainstream, so we’ve got to bring certain songs to people’s attention.”

6. Gilby Clarke Didn't Record Over Izzy Stradlin

Another story that has often circulated was that Izzy Stradlin's guitar parts had been re-recorded by Gilby Clarke, who replaced Stradlin when the guitarist quit during a break from the Use Your Illusion tour. But Clarke denied it. "A lot of people think I erased Izzy's parts," Clarke told Songfacts. "That's actually not true. Izzy didn't play on a lot of them, so I got to just put my parts on songs that were recorded. So it was a little bit of both."

7. Punk Credibility in the Alternative Era

For a band whose sound usually evoked the riff-based classic rock of Aerosmith and Led Zeppelin, "The Spaghetti Incident?" showed off their knowledge of punk and its roots, with songs originally recorded by the Sex Pistols (the post-breakup single "Black Leather"), the Damned ("New Rose"), New York Dolls ("Human Being"), the Stooges ("Raw Power") and the Misfits ("Attitude"), among others.

8. Those Roots Ran Deep

In his 2015 book How to Be a Man, McKagan, who wore a CBGB t-shirt in the "Sweet Child O' Mine" video, remembered his first time playing the legendary birthplace of the New York punk scene. "My knees sort of buckled as we rounded the corner in the then-still-seedy Lower East Side street that the infamous CBGB sat," he wrote. "I wasn’t scared because of the shady environs of that street. I felt that I had somehow finally made it to my Mecca. The proving ground. The church and school and protectorate for all of the things in rock and roll that I believed in.

"When people talk about Guns N’ Roses these days, punk rock is a term that’s rarely used. But in truth, we were those kids who benefited directly from early groundbreaking bands who played CBGB in the mid-to-late Seventies — those bands, and that club, tore down walls, both musically and socially. Without the Ramones and Johnny Thunders and CBGB, I would have not had the career that I have."

9. There Was Already a Nazareth Connection

The decision to cover "Hair of the Dog" was a no-brainer. Nazareth guitarist Manny Charlton had produced the 1986 Sound City demos that eventually received an official release on the 2018 Appetite for Destructionbox set. As he told Legendary Rock Interviews, "Axl’s favorite singer is [Nazareth frontman] Dan McCafferty. He said to his label, 'Get me the guy who produced 'Hair of the Dog' by Nazareth! What Axl wants…. Axl gets!"

"We left it saying, 'If we could get our respective schedules together then great,'" he continued. "I was in the middle of recording Cinema with Nazareth and it didn’t happen."

10. They Recorded on the Road

Guns N' Roses were the fourth act to have a hit with "Since I Don't Have You," a 1958 doo-wop classic by the Skyliners that Don McLean and Ronnie Milsap also covered. We cut ‘Since I Don’t Have You’ in Boston on a day off,” drummer Matt Sorum told Rolling Stone. “Axl sent cassettes around and we went to a local studio and set up our own gear and cut the song. The crew was stuck somewhere, and I remember it being one of the best sessions. The engineer was a young guy in Boston we called at the last minute and showed up. I’ll never forget the look on his face. It was like, ‘Oh shit.'”

11. They Also Revived the Fortunes of the Dead Boys

The album's first single was "Ain't It Fun" by the Dead Boys, recorded as a duet with Michael Monroe of Hanoi Rocks. Monroe was a friend of Dead Boys frontman Stiv Bators, who had passed away in 1990. For Gene "Cheetah Chrome" O'Connor, who co-wrote the song with Pere Ubu's Peter Laughner when they were in the proto-punk band Rocket From the Tombs, it couldn't have come at a better time.

“At that point, the Dead Boys were kind of becoming a footnote,” he said. “At the time, it was kind of nice that somebody actually remembered us. ... Having your song on a Guns N’ Roses album is a considerable chunk of change. I moved down to Nashville, got resettled down there and was able to live and not work for a while. Definitely turned my life around a little bit. It got me through a rough time.”

12. Covering T. Rex Was the New Guy's Idea

"The Spaghetti Incident?" was Gilby Clarke's only studio recording as a member of Guns N' Roses. He put his stamp on the record thanks to their take on T. Rex's "Buick Makane," but it took a bit of subtle prodding on his part.

"When we were first doing it, it was supposed to be like a punk rock covers record," he told Songfacts. "That was what I was told. But then it just kind of became a covers record, and I did suggest T. Rex. Back then I was wearing a T. Rex T-shirt, like, every single day. Matt used to joke, 'Okay, we got it, we got it. You've worn the shirt every day.' I didn't pick the song that we did, I just suggested doing a T. Rex song. I wanted to do '20th Century Boy' or 'Children of the Revolution' or something."

13. They Covered Soundgarden's "Butt Rock" Mockery

About 45 seconds before the end of "Buick Makane," the band shifts gears into a cover of Soundgarden's "Big Dumb Sex." That songs's profane lyrics were, according to Soundgarden guitarist Kim Thayil, "making fun of butt rock. We were fed up with bands beating about the bush, just using euphemisms and metaphors for the sex act. We thought we'll ditch all the euphemisms and say what all the disco dance bands had been trying to say for a decade. We were simply trying to kick all the lame-ass rock'n'roll and dance music of the '80s and late '70s in the butt. It's a parody of the whole genre of stupid rock."

14. "You Can't Put Your Arms Around a Memory" Was All Duff

Duff McKagan played every instrument on the cover of Johnny Thunders' "You Can't Put Your Arms Around a Memory." The song was originally earmarked for McKagan's solo debut, Believe in Me, which arrived two months before "The Spaghetti Incident?" and featured guest spots by bandmates Slash, Sorum, Clarke and Dizzy Reed.

15. Who Were Fear?

One of the most obscure groups covered on "The Spaghetti Incident?" was Fear, whose song, "I Don't Care About You," was the last in the official sequence. The Los Angeles punk band had briefly gained notoriety in 1981, when they appeared on a Halloween episode of Saturday Night Live. The performance, which featured a mosh pit comprised of East Coast hardcore punk rockers and John Belushi, who had gotten them the gig, was cut short when one of the fans yelled an obscenity into the a live microphone.

16. Or the U.K. Subs?

"Down on the Farm" was originally recorded by the U.K. Subs for 1982's Endangered Species. Formed in 1976 as the Subversives, they delivered four Top 20 albums and seven Top 40 singles in the U.K.between 1979 and 1981. They're still active, averaging between 150 and 200 shows a year, with 26 albums -- each one starting with the successive letter of the alphabet -- and numerous EPs in their catalog. Frontman Charlie Harper is the sole constant member.

17. About That Hidden Track...

Of course, it wouldn't be a Guns N' Roses album if it didn't come with its share of controversy. Ten seconds after the last song on the track listing was a rendition of Charles Manson's "Look at Your Game, Girl," followed by Axl saying, "Thanks, Chas." The band was taken to task, but Rose issued a statement defending the decision to release it.

"I like the words because, to me, it's about a woman who has thrown things away," he wrote. "She thinks she's gaining love but basically she's gaining sadness. It was very fitting for a personal situation I happened to be in. The song talks about how the girl is insane and playing a mad game. I felt that it was ironic that such a song was recorded by Charles Manson, someone who should know the inner intricacies of madness."

Slash said that they had considered pulling the track after they were told that Manson could profit. But then they learned that, as a result of a 1971 court order, the publishing royalties would be sent to Bartek Frykowski, the son of Wojiciech Frykowski, one of the victims of Manson's 1969 killing spree. Geffen donated its proceeds to the Doris Tate Crime Victims Bureau, named after the mother of another Manson victim, actress Sharon Tate. Rose gave his share of the royalties to an environmental nonprofit.

18. They Also Referenced the Zodiac Killer

At the bottom of the record's front cover is a code that had been created by the Zodiac Killer, who is believed to have murdered at least five people in Northern California in 1968 and 1969, although it's possible he killed as many as 37. The killer, whose identity has never been determined, sent letters to the press in a code that, when deciphered, informed the public of his motives. The band used the code to send a message of "Fuck 'em all."

19. Two Other Songs Were Considered

Guns N' Roses also tracked versions of Hanoi Rocks' "A Beer and a Cigarette" and another Stooges song, "Down on the Street," during the sessions. However, no vocals were recorded.

20. It Didn't Sell Nearly as Well as the Others

All of Guns N' Roses' previous albums had peaked at either the top spot or No. 2 and sold at least 5 million copies in the U.S. But "The Spaghetti Incident" debuted No. 4 and has only sold 1 million to date. "Since I Don't Have You" was the only of its two singles to reach the Hot 100, reaching No. 69.

21. But the Critics Were Impressed

Although history has not been kind to the record, it wasn't slammed by the press at the time. In Rolling Stone, Jonathan Gold wrote that they "reveal themselves as a glam-rock band, and a good one, as if T. Rex and the Dolls had come out of early punk rather than the other way around." While the Village Voice's Robert Christgau, the self appointed "Dean of American Rock Critics," gave it an A-minus -- his highest rating for a Guns N' Roses album -- praising the selection of covers, Rose's vocals on "Human Being" and Sorum's "fierce" drumming.

22. It Was the Last Album With Slash, McKagan and Sorum

Always a volatile band, Guns N' Roses fell apart after the album's release. Between October 1996 and September 1997, Slash, Sorum and McKagan -- in that order -- departed, leaving Rose as the only original member still in the group.

23. But It Wasn't Their Final Recordings

As 1994 drew to a close, the band recorded another cover -- of the Rolling Stones' "Sympathy for the Devil" -- for the soundtrack to Interview with a Vampire. Clarke, who was not on the track, was let go shortly thereafter. “If you’ve ever wondered what the sound of a band breaking up sounds like,” Slash wrote in his 2007 memoir, “listen to Guns N’ Roses’ cover of ‘Sympathy for the Devil.’ If there is one Guns track I’d like to never hear again, it’s that one.”

24. The Beginning of a Long Wait

Once Rose became the last remaining original member, Guns N' Roses entered a period of even greater instability, with numerous personnel changes between 1997 and 2006, when the lineup that ultimately completed Chinese Democracy in 2008, the first Guns N' Roses album since "The Spaghetti Incident?" During that period, only one song, "Oh My God" from the soundtrack to the 1999 film End of Days, was released.

25. Taking It to the Stage

Guns N' Roses didn't tour behind the album, but some of the material has been spotlighted throughout their career, even before it came out. "Since I Don't Have You" was occasionally used an introduction to "Sweet Child O' Mine" and "Paradise City" on the Use Your Illusion Tour. According to Setlist.fm's statistics, they performed "Hair of the Dog" three times between 1988 and 1990, while "Down on the Farm" was played at Farm Aid 1990 and brought back for a spell in 2006.

McKagan takes a nightly spotlight on the Not in This Lifetime tour, and he usually sings either "Attitude" or "New Rose," which he prefaced with "You Can't Put Your Arms Around a Memory." On a few nights, he chose "Raw Power" which he also played during his brief 2014 stint filling in for Tommy Stinson.